Reach Out
by Ookami-Shoujo
Summary: Because it's human nature to reach for someone both in times of fear and in times of love. One choice alters the fate of many and sets off a chain of events that cause a great deal of pain and joy. And maybe even save a friend from himself. Set during TASM2.
1. Prologue

**A/N:** So I saw the latest movie and I have to say, I really loved the way Harry Osborn was portrayed. And it kind of got me thinking about other possible scenarios that could have happened in the movie if things had been different. So even though I fail at updating anything, and I really can't guarantee any fast updates right now, I couldn't help but start a new story. This is just the prologue, so it's a bit short, but the next chapters should be a lot longer. I'm actually really excited about this story, because there are so many directions I want to go and definitely it will not be limited to the realm of Spider-Man alone. If you like where this is going, please let me know and, if there is a lot of interest, I will definitely try to update faster. I hope you like it!

Please don't read if you have seen The Amazing Spider-Man 2 and you don't want to see spoilers!

**Disclaimer: **I don't own anything TASM-related.

* * *

**Prologue**

The tension was palpable in the room as Harry Osborn stared at the one person who could save his life, the traces of his mask of congeniality fading with the unexpected rejection from Spider-Man. Suddenly he let out a laugh, derisive and filled with a sudden understanding of supposed hero's motives. "What do you want, money? Name your price, Spider-Man, and it's yours. However much, I don't care. I've got plenty."

"I don't want your money, Harry," the masked man said softly, trying to get him to see how dangerous his request was. He had hoped to deter Harry away from this gently, but Harry seemed determined to believe that this was the only way to cure himself.

"Everyone. Wants. Money," Harry rasped out, voice deepening with anger at the deception. He had been around people his entire life who wanted his money. Fake friends, girlfriends, authority figures—anyone he had ever come in contact with had always had an ulterior motive. There was only one person he had ever met who had never shown any interest in his money, only in him, and he wasn't about to believe that Spider-Man was the second. "Don't lie to me, Spider-Man! How much? Just say it!"

Peter Parker closed his eyes with his own sense of frustration at his inability to help. "I'm sorry. I can't help you."

"Yes, you can!" Hand tightening around the glass, Harry glared at him. "You can save me. I just need a little bit of your blood."

"It's dangerous, Harry. I can't give you that. I'm sorry."

He was sorry? Harry's whole body was shaking as he viciously tossed his drink at the other man. It was even more irritating when Spider-Man barely even moved and still dodged it with ease, clearly unperturbed by the rich boy's temper. The glass shattered against the wall, and Harry let out a hiss of pain when a shard slashed through the side of his cheek. Touching the wound with one hand, Harry tried to cajole him again, words more of a threat than a request as he glared at him. "Help me. Please."

His heart sank when Spider-Man remained firm about his position. "I can't do that."

As Spider-Man turned away to leave, Harry couldn't help the words that burst out. "Peter was wrong about you! You're supposed to help people! You're just a fraud!" He wanted so badly to grab him, to force him to give him what he needed, but he wasn't foolish enough to believe that he could take on the vigilante.

His words though had an unexpected effect on the wall-crawler. Spider-Man had frozen in his spot, one step away from leaping out the building. The man behind the mask seemed to be debating something intensely inside his head. Turning back around, Spider-Man spoke urgently. "Please, Harry. Just be patient. There has to be another way to cure you."

Harry scowled, his hope raised for a second before his words had dashed it again. "There is no other way, don't you see that? I need your blood. I need your help." He was ashamed to realize he was on the verge of tears. "I'm dying, Spider-Man. You're supposed to be some kind of hero right?" He let out a weak, pained laugh. "Then save me."

He was surprised by the vehemence in Spider-Man's voice. "I want to, Harry! I do, but this isn't the right way!" His eyes narrowed, feeling a strange sense of déjà vu.

"Do I know you?"

Spider-Man brought up a hand as if to rub the back of his head, before remembering that he was wearing a mask. Finally, he strode forward as if to say something, then stopped and began to turn away. "I have to go."

"Do I know you?" Harry repeated, more suspicious now. At first he hadn't noticed, but the more he heard the vigilante's voice, the more certain he was that Spider-Man wasn't just some stranger who was refusing a perfectly reasonable request.

The man was silent, back towards him. He suddenly turned back around, shaking his head slightly as if he wasn't sure what he was doing. "It's—It's me, Harry…" And before Harry's stunned eyes, the red and blue crime fighter removed his mask, revealing the young, tired face of his closest friend.

"Peter?" He looked shell-shocked, arms hanging limply by his sides. His eyes narrowed and he lunged forward, grabbing onto his friend's shoulders. "It's you? You're Spider-Man?"

Peter looked solemnly back, unfazed. "Yeah. It's me."

A flash of vulnerability flitted across his face before Harry recovered his mask of rage. "You're…" He took a gulp of air, Adam's apple bobbing as he tried not to react. "You're supposed to be my friend, Peter. Why? Why won't you help me?"

"It could kill you, Harry."

He let out a hysterical laugh, still not quite able to believe that Peter was the illustrious Spider-Man, pulling away from him to gesture to the room, landing back onto the couch carelessly, legs sprawled out against the cushions. "It could kill me. It could kill me. You keep saying it, and I keep telling you…" He closed his eyes, long eyelashes brushing against each other, as he breathed out the next words like an admission. "…Peter. I'm dying. Everything is killing me." The cocky demeanor vanished back into desperation as he clutched at his face. "Please, please, _please_, Peter. I need your blood. It's the only way."

"You don't know that—"

"The hell I don't!" With a thrust of his arm as he sat up, he sent the remaining glasses on the table flying, shattering against the side of the room. Standing back up with manic energy, Harry was turning red as he grabbed onto the edge of the table and shoved it over, kicking over any object that got in his way as he marched back up to Peter, panting. Their noses were almost touching, calm brown eyes meeting sharp, glowing blue. Harry spoke softly now, almost a whisper of breath from his mouth to Peter's as his heart rate slowed again to normal. "This is my one chance, Peter. Are you just going to let me die, when you could save me?"

A gloved fist clenched and a vein tightened visibly on the superhero's neck as he tried to remain the calm one. "I want to help you, Harry. But this isn't the right way. We need time. Give me time, we can find a cure together."

"I don't have time," he hissed lowly. His voice grew deeper, more gravelly as he struggled not to lunge at the boy who held the cure to all his ills in his hands. "I thought you were my friend."

Peter stared him straight in the eye, his own voice soft. "I am your friend. Please, Harry, believe me. I want to help you, but we need a plan. You can't just stick a needle in me and draw blood. We might not be compatible. Dr. Connors—"

"Dr. Connors was weak. A fool. And I—" he laughed harshly, drawing himself up as straight and strong as he could. "I won't succumb."

Peter continued as if he hadn't been interrupted. "Dr. Connors tried to cure himself, and ended up mad, almost turning all of New York in lizard-men."

"Then I'll turn all of New York into spider-men," he said carelessly, waving a hand mockingly towards his friend's direction. "Or should I say, Spider-Man? It worked out so great the first time."

"This isn't a joke, Harry!" Peter snapped, finally losing his temper. "I got lucky. The potential mutations that my blood could cause…or just kill you outright—the possibilities of failure are staggering! I want you to live. I want you to be okay, you know?" He dragged a hand down his face, trying to find some semblance of balance. His voice was muffled behind his hand, the words reluctant to meet the air. "I already lost my parents…Uncle Ben…I can't bear to lose you too."

The paler boy hesitated, taken off-guard by the raw pain in his voice. "Peter—"

"Please, Harry. Please, give me time. We can find you a cure, together. One that won't kill you or drive you insane in the process." This time it was Peter who grabbed Harry by the back of his head, making eye contact as he brought their heads close together, foreheads almost touching. "Please let me help you."

His light blue eyes shifted back and forth across Peter's face, as if trying to find answers. They stood there for a few tense minutes, Harry clearly torn between his intense need for an immediate solution and his closest friend's desperate request. Finally, his shoulders dropped from their defensive hunch and he let out a long sigh of defeat, pulling slightly away from his friend's limp grip to run a hand through his hair. "All right, Peter. We'll do it your way. One month. But!" he said quickly, wanting to put down his own set of rules. "If we can't figure out another way by then, we try my way."

He shook his head, not satisfied with the offered time limit. "Give me six. We need time to research the disease, to see the historical pattern. And we're going to need equipment."

"Peter," Harry said mockingly. "I'm Harry Osborn, remember? We have all the equipment in the world at our disposal. Two months."

"Six," he said stubbornly. "I'm not kidding; I need time. I want to help, but if we're going to find a viable solution, we're going to have to do this very thoroughly."

Harry shook his head, half bemused and half irritated. "You really are something, Peter Parker. Fine. Six months. You'll have all the necessary equipment and files on my family's medical history at your disposal." He snorted, shoving Peter lightly in the shoulder, the first semblance of normalcy since Peter had taken off the mask. "You better feel honored, Parker. My family's history is not something we show just any schmuck off the street. It's practically as classified as the president's choice between boxers or briefs."

Rubbing his shoulder lightly, Peter managed a grin. "Uh yeah, very honored. Thanks."

There was an awkward pause as the casual air fell away once more. For the first time, neither knew what to say to the other with the reveal of Spider-Man and Harry's impending death hanging in the air.

Peter glanced at Harry, who was unashamedly studying him back, and concern flickered across his face at how pale and fragile his childhood friend looked, the shy smile of a boy unused to a friendly face completely hidden behind the cold armor of a man used to people lying to his face. He had always been a little off from everyone else and had always been proud of that, but now Harry held himself tall and tight as if he could shatter at any moment. "You're…" Peter cleared his strangely thick throat. "You're going to be all right, Harry."

Harry merely looked at him with his light blue eyes, jerking his head down slightly in what could have been agreement. But the words were clear in his gaze.

_I'm putting a lot of faith in you. Don't fail me, Peter._


	2. Chapter 1

**A/N:** So yeah…by magic I actually finished another chapter in just a few days. I guess I've just been pretty inspired by the movie and the characters. Thank you so much to those of you who reviewed, it really does make me feel happy and more excited that there are people who are interested in reading my stories! And this story is going to be a doozy…

**Disclaimer:** I don't own anything TASM-related.

* * *

**Chapter One**

It had been strange, entering Oscorp Industries with an actual invitation and a badge waiting for him. But Harry had assured him that everything would be ready for him when he arrived, and just as promised, the woman at the front desk had a badge ready with his name on it. Peter was just thankful that she wasn't the same woman as the one he had first met when stealing a badge to get in. He hoped that the kid had eventually managed to get in without too much trauma—he really hadn't meant to ruin a budding scientist's internship.

He was directed to take the elevator to the top floor, and only shifted uncomfortably a bit as people exited the elevators on lower floors than him, every single one of them giving him a strange look when they realized he was going even higher. Those who had entered with him and heard him call out the floor number had all done double-takes, glancing at him through the corners of their eyes until they reached their floor, all clearly wondering what a kid like him was doing going to the top floor. Fidgeting with the corners of plastic on his badge, he felt relief when he finally was ushered into a large office room and saw Harry sitting back cross-legged in his large executive's chair, head propped up with one hand while turning over something small in other again and again. The only other person was a dark-haired woman who was quietly talking to Harry, indicating something on her tablet. Both of them looked up when Peter entered, and Harry smiled, placing whatever he had been playing with into his pants' pocket.

"Peter!" Shooing away his companion, he grinned lazily, motioning him over. "Welcome to my little kingdom. Pretty crazy, huh? Not even old enough to drink legally, yet…here I am." He gestured widely from his chair, chuckling a little, all signs of stress and fear hidden in the light of a new day. "Head of my own company." Despite the cheerful words, his eyes showed little real excitement. "Hurray."

"Yeah, it's cool," Peter agreed, still uncomfortable. He didn't exactly have the best memories here. He heard the door shut behind him softly as the woman left.

Standing up from his seat, he moved around the table. "Last night I did a little…work and I got you clearance for pretty much everything you'll need, along with a whole lab dedicated to our little project." He smirked. "And a group of underlings that come with the lab. Congratulations, Dr. Parker."

Peter made a noise that was half a laugh and half a choke. "Seriously, Harry? Do they know that I just graduated high school?"

"Does it matter? I said you're in charge, so you're in charge. Anyone who objects can find the door." He looked thoughtful. "If you want, I could even transfer your little not-girlfriend to your lab."

This time Peter did choke, looking extremely pained. "Uh, no, that's okay. It's…"

"Complicated," Harry intoned with him boredly, already knowing what he was going to say. He shrugged, clearly not caring one way or the other. "Follow me. Your lab's on the thirty-eighth floor."

As they took the elevator down, Peter could feel Harry staring at the side of his face unabashedly. He was probably not completely over Peter's newest secret, despite seeming normal right now. Harry confirmed it a second later when he leaned over slightly and murmured, "Does your not-girlfriend know? Is that the…complication?"

Peter looked away, a painfully hollow feeling welling up in his chest when he thought about Gwen. It was hard to watch her every day and know that they couldn't be together. Not if he wanted to keep her safe. And then there was England…he had never cared either way about the country, but now he found himself hating it a little. If his voice was a little strangled when he responded, he was grateful that Harry did not comment on it. "Yeah. It is."

He was even more grateful when the elevator stopped at the thirty-eighth floor and kept Harry from saying anything further about the topic. As they walked through the hallway, taking a left before stopping at a pair of large, opaque doors, Peter gave Harry a look. "I thought Oscorp was in love with glass walls. You know, the whole we-don't-have-secrets-here-swearsies thing."

Harry looked amused. "I chose this lab because of its walls. We can see out, but no one can see in. It's better safe than sorry, for something like this. Especially if some kind of emergency occurs. Or if we need to do something that requires complete secrecy."

He was blatantly hinting at the blood transfusion, and Peter looked away, not wanting to talk about that. "Is the lab already running?"

"The information on the Osborn medical history was updated into the files this morning and two paper copies have been printed out for you and me. The researchers were all notified of their new assignment last night. Don't worry, they're all very good at what they do." Harry cocked an eyebrow at him, smirking as he offered Peter his brand new Oscorp card. "Ready to meet your minions?"

For some reason, taking it felt like making a deal with the devil. Maybe because of all the bad things that had happened here, but Peter shoved the feeling aside, managing a weak grin back at Harry as he raised his card and tapped it against the scanner, which beeped, the little light turning green. The doors hissed open, sliding to the sides as they walked into the lab. The people already inside were all working at stations and some were murmuring over a microscope, looking at samples. When Harry cleared his throat, they all immediately paused and looked over, clearly recognizing the new head of the company. When eyes turned to Peter though, he shrunk back a little, knowing full well that he did not look like he should even be in the building with his jeans and scuffed-up shoes.

"Hello, everyone. This is Dr. Parker, your new boss," Harry said cheerfully, not quite laughing but close to it, that sly smile that Peter recognized as his about-to-play-a-cruel-joke smile firmly in place. "He'll be leading this lab, and I hope that you will all be able to find some good results." He clapped a hand on Peter's shoulder. "I'll see you later, Parker."

"Harry, where are you going?" he hissed back, ears burning at the obvious and curious stares of his "assistants". "I thought we were going to be working on this together."

"We are. But I've got a meeting right now. I'll be back in an hour or so. And I won't be surprised if you also are running in and out of the lab for your own…meetings." He gave him a pointed look, and Peter nodded, relieved that Harry had thought this through. Satisfied with the response, Harry shoved a hand in one pocket and waved back carelessly with the other as he left the lab. "Ciao."

Watching the doors close behind the only familiar face, Peter waited as long as he could, counting down from ten before finally turning around and meeting the respectful if skeptical eyes of his new crew. He let out an inward sigh, trying not to show how out-of-place he felt.

He clapped his hands together, trying not to fidget too much. "So, uh, yeah. Hi, I'm Peter Parker. You can call me Peter. Not really a fan of formalities or anything. Um, why don't you all, uh, introduce yourselves and update me on the current status?"

A tall man with neatly trimmed dark hair spoke up politely with only a slight undertone of disbelief that a man of his age was going to be working under a boy who barely looked like he had gone through puberty. "My name is Russell Yee. Not much has been done yet; we've mainly been setting up the previous work done onto the servers and looking into some blood samples for baseline data."

"Cool. Cool," Peter said, inwardly cringing at his own casualness. "Nice to meet you, Russell. Looks like we have a lot of work ahead of us."

One by one the rest of the staff introduced themselves, ranging from early thirties to well into their sixties. If one thing was clear, it was that Peter was significantly younger than even the most inexperienced one, and once again he wondered if Harry was just playing one huge joke on him. When he was shown to his station, he first got to work setting everything up, including his police scanner to keep updated on the latest crimes happening in the city. He had placed it into a lunchbox to make it look a little less conspicuous, and had plugged in a set of headphones for easy access, which came out through a side pocket that looked like it was carrying an MP3.

Placing one earbud in, he booted up his computer, grimly noting that this was going to be the first day of many at Oscorp. This was going to be a long six months.

* * *

He was on his way back from a robbery that his police scanner had picked up, when he ran into Gwen near the elevators. Her eyes went wide, clearly not expecting to see him here, and he couldn't help but glance down at her lips for a moment before meeting her gaze again, trying not to show how affected he was just by being near her. His heart was pounding in his chest as he smiled casually. "Hey, Gwen."

"Peter…what are you doing here?" There was a slight breathlessness in her voice, but her eyes quickly grew guarded. "Are you following me?"

"No, no, of course not," he protested. "For real, this time. I'm working on a project here."

"A project?"

He nodded, wistfully distracted by how beautiful she looked. "Yeah, with Harry. We're…looking into some things together. Science-y things."

"Science-y?" she smiled at the way he fumbled through his words, unconsciously leaning in towards him. They stared at each other, both drinking in the other's appearance, lost in the moment. And for one perfect instance, England was forgotten, his promise to her father was forgotten, Spider-Man was forgotten; it was just Gwen and Peter who had always fit together flawlessly.

When Peter's pocket buzzed, he winced, drawing back from her as he realized that Harry was probably wondering where he was, since he had texted him a few minutes earlier saying he was coming back in. "I have to go."

Her expression had immediately closed when Peter had moved away, becoming purely professional again. "Okay. Um, yeah…it was good seeing you. Good luck on your project." She started to move passed him, and he felt his hand begin to automatically reach out to stop her.

"Gwen." He hadn't meant to say that, but she was already turning back around to look at him. He glanced down at the hand that was still reaching for her and quickly brought it up to rub the back of his neck awkwardly. "Uh, I guess I'll see you around."

There was something close to disappointment in her eyes even as she smiled in parting. "Yeah. Sure."

This time he let her walk away.

As the door slid open to the lab, he was greeted by the sight of Harry swiveling in a chair, reading a thick document while slowly spinning around, with one leg propped up and pushing against nearby surfaces to keep the momentum. The researchers were studiously ignoring his eccentric behavior. He came to a halt when Peter tapped the back of the chair on the turn around. "Good meeting?" Harry asked casually as he leaned his head back slightly to see Peter, trying not to look too amused.

"Yeah, it was all right." He stuffed his hands in his pockets, glancing over at the sheets with the tiny font. "What's this?"

"Just a small chapter in my family's long medical history. It's really quite interesting. I wonder, despite the claims, if there had been some form of inbreeding," Harry laughed quietly under his breath, uncaring that he was gossiping about his own ancestors. "Maybe that's how this all started."

"I don't know," Peter said, swiping the papers from Harry's loose grip, leafing through the pages quickly. "It's pretty impressive though. Your family really kept good notes. And this is before anyone even knew that retroviral hypodisplasia was a thing."

"I guess I wasn't the only one who wanted to live," Harry said darkly, mood shifting like mercury. "Well, take a good look, Parker. I'll be experiencing all of these symptoms soon enough."

Peter studied him for a moment as Harry began to brood again, kicking the side of the table almost violently as he spun in the chair, no longer amused. "Harry?" he asked tentatively, knowing how touchy a subject his father was. "What about your father? He lived well into his sixties, right? If this disease is as debilitating as these notes say…how did he end up surviving for so long?"

The other boy did not say anything for a moment, but his kicks grew softer as he seemed to think it over. "That's the real question, isn't it?" And then he laughed again hollowly.

* * *

"Peter, what is this?" He glanced up from his toast, for once enjoying a sit-down breakfast on the weekend. It had been over a week since he had started working in the lab, and it was rare to find himself at home rather than at Oscorp or in the streets as Spider-Man. He had even started waking up and realizing he had fallen asleep in the lab instead of his own bed, which often led to shocked reactions when some of the other employees came into the lab in the morning. It was nice to see Aunt May in the morning instead, even if she had a very unamused expression on her face as she held up a slim leaf of paper.

Taking a gulp of orange juice, he grinned up at her. "That would be a check, Aunt May."

"Yes, Peter, I know that," she replied, unaffected by his constant teasing. "But why is this here? Where did this money come from?"

"Well, you know," he hedged, glancing away and chewing on his toast, thinking of the best way to say it. "I got some more money coming in, so I figured we could use it. I mean, no use in wasting _all_ my money on new lenses, am I right?" He laughed sheepishly, though she didn't look convinced.

"Peter, how did you get this kind of money? I thought Mr. Jameson was underpaying you. Did he finally give you a raise?"

"Nah, he didn't." He winced at her growing alarm. "Don't worry, I'm not dealing drugs or anything like that! I just…got a second job." He almost muttered the last part in hopes that she wouldn't freak out.

"Peter!"

"It's fine, Aunt May. I'm just interning at Oscorp," he lied, not exactly wanting to explain what he was really doing. "They're paying me pretty well, so I thought I'd start paying rent."

"Peter, you shouldn't have to do that," she said softly, placing the check down by his plate and taking a seat across from him. "I'm the adult in this family, not you." She looked worn out and stressed, still emanating the warmth that made her Aunt May, but that constant light of love and strength was a bit dimmer than he remembered. Things had been hard for her since Uncle Ben had passed, and Peter knew he hadn't been making it easier, sneaking around at night and looking like he was getting into fights all the time. And though they had never spoken about it, he was convinced that she was hiding things from him as well.

"I want to," he responded, placing his hand onto hers. He smiled at her, trying to coax a smile out of her as well. "I worry about you, Aunt May. And I know I'm not always around, but I want to make sure that you'll be okay. That we'll be okay. So please, let me help." With his other hand, he slid the check back to her side.

In truth, he hadn't expected to get paid, working with Harry at Oscorp. He had actually been really shocked when he had accessed his bank account and seen the additional money transferred in. But when he confronted Harry about it, not wanting to take money that he didn't deserve, Harry had simply given him an unflappable look and told him that so long as he was working for Harry's benefit, he was working for Oscorp. Any attempts Peter made to change his mind were met with a bored expression and noncommittal responses.

And despite his hesitance at taking the money, he was grateful for Harry's generosity. It was difficult, balancing his life as Spider-Man, his time at the lab and his job at the Daily Bugle. Thankfully, Mr. Jameson rarely actually needed him at the office since he was freelance, but he was sure that if his job wasn't about Spider-Man, there would have been no way for him to manage all three.

Aunt May still did not look convinced, but he quickly scarfed down the rest of his breakfast and stood up, not wanting to argue. "Aunt May, please take it. I'm pretty much a working adult now. Let me help out. Plus, think of this as payment for your constant hoarding of the laundry machine. Not every guy still has his aunt washing his tighty-whiteys so I think it'd be better for all involved—especially my ego—to pretend that this is a working relationship." Taking one last swig of juice, he placed the check back in her hand, giving her a kiss on the cheek as he slung his backpack over his shoulder and headed out. "Got to go, love you! See you later!"

"Peter!" she called back, clearly not ready to give up the fight, but he just waved a hand back quickly, calling back, "Can't hear you!"

He had planned to head to the lab this morning to continue working, though none of the others would be in since it was the weekend, but a sudden chime from his pocket changed his mind. Glancing down at the text, his eyes widened and he quickly typed a text back, agreeing to meet up. The last thing he had expected was Gwen to randomly ask him to meet up for brunch right now at some diner he had heard about but never gone to. He had a feeling she didn't want to suggest one that they had a lot of memories at, to make it easier on both of them.

Changing his direction, Peter stuffed his hands into his pockets as he walked speedily to the nearest bus stop, having a pretty good idea where the diner was. It would have been easy enough to get there as Spider-Man, but it felt good to be out of the suit and out of the lab for a bit. He just wanted to be regular old Peter Parker, and if that meant taking a rickety old bus, he would do it.

Gwen was already sitting at the diner when he arrived, and he waved away the worker at the entrance, pointing a thumb in his ex-girlfriend's direction. "I'm with her," he said with a grin before moving over to the table and taking a seat across from her. He couldn't help but give her a quick once-over, appreciating the way even her casual clothes looked so good on her. The diner was loud and crowded, another popular destination for tourists if the cameras and not-quite New York clothing said anything, but all the noise faded away when he stared at her. She looked up from her menu, an automatic and welcoming smile warming his insides. "Hey," he greeted, unable to stop from drinking in the sight of her.

"Hey yourself," she said, a little too warmly for a platonic greeting.

There was a moment of silence, and Peter cleared his throat awkwardly. "So, um, why'd you want to get brunch today?"

"Oh, uh, yeah." She quickly looked back down to her menu before glancing back up at him. "I just wanted to see how you were doing. You know, between, uh, things and working at Oscorp."

He couldn't help the smile twitching on his lips. "Are you checking up on me?"

"What? No, oh no, of course not," she said quickly, not quite looking or sounding as serious as she wanted to be. "I mean it's not like we're dating or anything." She bit down on her lip, already regretting to slip.

His heart sank at the reminder. "Right."

"Right," she agreed, nodding. "I just was concerned as a, uh, friend. A good friend." She looked away again before blurting out the first sentence she could think of. "I have an interview on Monday. It's the last one before they make their decision."

"Oh…great. Yeah, great." How could he ever have been indifferent about England? He really hated England. Stupid English people with their stupid accents and probably a bunch of stupid guys who would love to try to charm Gwen with their stupid brains and fancy degrees. For a moment, he really considered begging her not to go, to stay here with him, even though he knew it was his own fault that they were not together right now. Instead, he forced out a weak smile. "Good luck with that. You're going to knock their socks off."

Her eyes warmed a little in that way that always made him want to kiss her. "Thanks."

They sat in silence again until a waitress came over to take their order. After she had moved away again, Peter quickly looked around the restaurant, checking that no one was paying attention to them. This wasn't the ideal place, but if anyone needed to hear about this, it was Gwen. "Harry knows."

She froze in her seat. "What?"

Peter winced at the almost frosty look she shot him, taking another breath before speaking again. "He knows about you-know-what. I told him."

"Peter, why? The more people who know, the more likely it could get out," she hissed, concern written all across her face. He let out an audible hiss of frustration, rubbing a hand quickly through his hair. "I know, I know. But it wasn't exactly normal circumstances. His dad didn't die just from any random cause, Gwen. It was a disease which is apparently hereditary and, so far, incurable. I'm not sure how, but Harry figured out where my powers originated from, and he wanted Spider-Man's blood to try to cure him. I tried to talk him out of it, but he was desperate. I've never seen Harry that way before, but I knew if I just left him, there was a good chance he would do something crazy. Even as a kid, he always did whatever he wanted no matter what other people said."

Her eyes brightened with understanding as the pieces clicked into place. "The project you're working on."

Peter nodded. "He gave me six months to try and find a cure. If I can't find something by then, then I have to give him my blood."

That clearly worried her. "Peter…that sounds impossible," she said gently. "I'm sure that Norman Osborn spent most of his life and plenty of money on the best scientists in the world to find a cure. How are you supposed to in six months?"

"I know it sounds crazy, but what else was I supposed to do, Gwen? I needed the time to stall him. I don't know…we've been at it for a week and progress has been nonexistent, but there's no way I can give him my blood. Not after what happened with Dr. Connors." He buried his face into his hands, feeling the weight of his friend's life on his shoulders. "If I can't find a cure, I condemn him either way." His voice cracked as he spoke, unable to hide exactly how stressed he really was behind his jokes and ever-present smile. "I don't know what to do, Gwen."

She grabbed onto one of his hands, enfolding it into her own and rubbing his knuckles gently. "If there's anyone who can defy the odds, it's you, Peter Parker. Don't give up. Somehow, things will be all right." The corner of her eyes crinkled as she smiled. "You've never failed me before. You won't fail Harry either."

Captain George Stacy's face ran through Peter's mind, and he bit back the gut response to immediately disagree, not wanting to depress her by bringing up her father. He had failed her, even if she didn't see it that way. He had let her dad die and had promised to stay away from her, to keep her from danger…and he couldn't even do that. Here he was, enjoying a nice brunch with her, telling her all about the latest Spider-Man-related events, practically forcing her into his world. He was almost grateful when he had to withdraw his hand from hers when the waitress came back with their food. He didn't deserve someone like Gwen.

Both were quiet as they focused on their plates, stealing glances at each other when the other wasn't looking. Gwen's looks were filled with concern and a helpless fondness for the boy who had broken her heart. Peter's side glances were filled with love and fear that he would be her doom.

"So can you tell me more about the project? What floor are you on?"

He was grateful for the semblance of normalcy. "The thirty-eighth. You won't believe it, Gwen. He gave me my own lab and my own group of scientists. They're all way older than me, but he pretty much told them to their faces that I was in charge. Called me Dr. Parker and every!"

She tried not to laugh at the affronted look on his face. Only Peter would hate having a fake rank like that, ironic after all the times he had pretended to be someone else to sneak into places. "Well, I can see you are really going up in the world, Dr. Parker. Congratulations!" she teased.

He laughed. "Thanks. If there's one thing that hasn't changed about Harry, it's his sense of humor. He always did like to screw around with me."

The fondness in his voice caused her to sober up, and she tentatively brought up another point that she had been mulling about since she had first heard of their friendship and after her own unexpected meeting with Harry in the elevator. "Peter…you know…ten years is a long time. Harry...he might have changed a great deal since then."

"What are you trying to say, Gwen?" He watched her warily, not expecting the sudden serious shift in topic.

"I just," she searched for the right words, eyes closing for a second before steeling herself to tell him the truths he needed to hear. "I just want to make sure you aren't seeing something in Harry that isn't there anymore. He's not the same person he was when you were children. Just like you aren't the same person you were then."

"Harry's a good person," Peter said slowly, trying not to read too much into her words.

"I'm not saying he isn't, Peter. But he isn't that ten-year-old you knew. He's been away for a long time, and he's experienced a lot of things you don't know about." She captured his gaze with her own, and spoke quietly but firmly, not wanting Peter to get hurt. "He was your friend then. But he was also a child. He's now head of his own company with a hereditary disease with no known cure. That makes him desperate and dangerous. You said it yourself, Peter. He's always been rash and willing to do whatever it took to get his way. It's just a much bigger playing field now."

"Gwen—" She shook her head before he could speak.

"I want you to be careful, Peter. And don't let your past blind you to who Harry is now."

"He was there for me when my parents died," he said quietly. "Harry is my friend."

"Harry is your friend," she agreed. "But he's also a boy who is scared of dying with a lot of money and a lot of resources. Please, Peter. Please be careful. Promise me." Her eyes flickered across his face, searching for understanding. "Please."

He wanted to get angry, but it was impossible when she was looking at him like that. Gwen didn't know Harry like he did; she only knew him as the son who had returned to claim the Osborn fortune after vanishing for ten years. But he knew Harry better than that. All he had ever wanted as his father's approval and love. Just like Peter had always wished for his, if his father had still be alive. But if it would make Gwen happy…he would promise, even if it was an empty one. Harry was a lot of things, but he was a good friend. He would keep his word. "Okay…I promise."

She nodded, tension leaving her small frame. "Okay." Trying to lighten the mood again, she smiled. "So what's this I hear about you being banned from the washing machine?"

And as Peter launched into a new story about Aunt May and the unfair accusations about his inability to clean his own clothes, everything fell back into place. With Gwen laughing at his quips, Peter couldn't help but feel like it was all going to be okay. And if he held Gwen's hand longer than a friend should have when he walked her home afterwards, neither mentioned it.

* * *

On Tuesday morning, when Felicia told him who was requesting an unplanned audience with him, Harry's eyebrows shot up in surprise before his expression melted into an amused smirk. This was…unexpected. "Sure, send her in."

He leaned back into his chair, fingers crossed and resting on his lap as the infamous Gwen Stacy was quietly ushered into his office. She was a beautiful girl, he had to admit, admiring her face and form as she took in the room, back straightening with poise and confidence—the opposite of how Peter had reacted, growing more and more uncomfortable in such business-like settings when he had been brought in. Seeing the steel in her eyes as her gaze settled on him, he could see why Peter would be so enamored with her.

They had only ever spoken once before, and so he doubted that this was a professional meeting about her research. There was only one thing that connected the two of them…and he was currently off at another "meeting" with the more desolate underbelly of the city. "Gwen Stacy," he said softly, enunciating her name slowly and clearly as if tasting it for the first time. She stiffened at his tone even as he smiled disarmingly at her. "Well, this _is_ a surprise! What can I do for you?"

"I'm sorry to bother you, Mr. Osborn—"

"Harry will do. After all," he let out a huff of laughter. "I like to think of my company as a family. Isn't that right, Felicia?"

"Of course, sir," his assistant replied obediently, head down as she continued working on her tablet, rearranging his schedule to fit in this new meeting with the ease of a veteran. For all that he had used her simply as a weapon to humiliate the board, she had ended up being an invaluable asset without the personal agenda that had made Menken a liability.

"So…Gwen," he drawled, knowing that he unnerved her. "It's no bother at all. Now, please enlighten me…what would the not-girlfriend of my old pal Peter want with me?" His lips curved even more into a smirk when her eyes flashed at his words. So it seemed neither of them was really done with the other despite the denial of any relationship.

She took a breath, almost invisible to the eye, before meeting his gaze fully. "I have a request to make, _Harry_."

"Well then…" He brought one leg up onto his desk casually, and then crossed the other over it. "Fire away."

* * *

**Anonymous Reviewer Responses (earliest to latest):**

**Guest**: Thank you so much! :) I hope you enjoy the latest chapter! It's going to be a wild ride!

**Guest**: Thank you! I did in fact update after I saw your review haha. It was very sweet! And yeah, expect a lot of Harry, a lot of Peter and a lot of Gwen. There's going to be some crazy things happening very soon with all of them. I hope you enjoy!


	3. Chapter 2

**A/N:** There's still a lot of background to cover and slow build-up, but I'm very excited for upcoming chapters, which are going to be a bit more insane. I hope you enjoy!

**Disclaimer: **I don't own anything TASM-related.

* * *

**Chapter Two**

Two weeks had passed since he had first accepted Peter's terms, and on any other day Harry would have been in a bad mood. He had been having a lot of those since his father had died. But today was a _special_ day, and he was looking forward to the main event. All morning he pretended not to see Peter glancing over at him with a mixture of confusion and suspicion, not used to Harry being so placid in the lab.

Peter had been surprising him a lot lately, with his ability to not make a complete fool of himself in front of the other scientists, his almost slavish dedication to work and, of course, his very unusual secret. Harry felt his lip curl up into a familiar smirk and could almost feel the way Peter squirmed next to him in response, wondering what his friend was up to.

A pair of heels echoed from outside the lab, and Peter turned to see who entered. Harry, in turn, watched Peter, and couldn't help the snort that escaped him when the other boy's jaw literally dropped. Peter spun to look at him accusingly, and Harry shrugged nonchalantly. "Is something the matter, Peter?" he asked innocently.

"Harry, what did you do?" he whispered, clearly trying not to draw too much attention to them as Gwen greeted some of the scientists she recognized, having not yet spotted the two who were sequestered at Peter's station. "I told you to leave Gwen out of this." It was amusing to watch Peter's eyes stray towards the blonde unconsciously before bouncing back to glare at his grinning friend.

Rolling a pen between his fingers, Harry let out a soft laugh. "I didn't do this because of your request, Peter. And I didn't do it to spite you, despite what you think."

He sputtered. "You transferred Gwen into this lab!"

"At my request." They both looked up from their chairs, Peter trying not to look flustered, Harry merely looking amused. Gwen looked down at both of them, one hand on her hip. He nodded politely at her. "Hello, Gwen. Good to see that the paperwork went through."

"It took some time, but I finally got the go-ahead this morning to transfer," Gwen sighed, sitting down in one of the spare chairs. She was speaking to Harry, but her gaze hadn't left Peter's face. "I'll be working in this lab, from now on." There was a challenge in her voice as she and Peter stared at each other.

"I look forward to seeing what you can do," Harry said congenially, before pushing his chair back and standing up. "I'll…give you a few minutes." He didn't bother to hide the laughter in his voice as he walked away to discuss some of the preliminary results of one of the recent tests with a few of the other scientists.

* * *

The minute that Harry had stepped away, Peter faced Gwen fully, eyes serious and disapproving. He clasped his hands nervously, still in shock. "Gwen," he began, Adam's apple bobbing as he tried to wrap his mind around what had just happened. "What are you doing here?"

"I'm here to help." She held up a hand before he could argue with her. "You need all the help you can get, Peter Parker. And I've been working here in genetics labs a lot longer than you have."

He couldn't argue with that, but he didn't like it. "Gwen...this is my problem, not yours. You shouldn't move from your lab on my account."

She leveled a stare at him. "Peter, my lab was destroyed when Dr. Connors tried to turn the city into lizards. They shut down our program completely and transferred all of us to desk jobs until they could determine new positions for us. I haven't been really doing the work I was trained for in months." She quirked a smile. "Honestly, this is the closest I've been to doing work I know in a long time."

"Please...don't get involved in this." Out of the corner of his eye, he saw a flash of pale hair and well-pressed uniform.

"You trust Harry," she pointed out softly.

He frowned, not getting the connection. "Yeah, sure. Of course I do."

"Then what is scaring you? Is there really a difference between me working in this lab for a few weeks or in another? Let me help you, Peter."

That haunting face watched him over Gwen's shoulder, hard disapproving eyes staring directly at him. _Promise me. Stay away from my daughter._ His mouth was dry and Gwen touched his arm warily, seeing the way his body tensed. "Peter?"

He snapped out of it, instinctively flinching away. Taking a few too-quick breaths, he shook his head. "I'm sorry, Gwen. Please, I-I can't—you have to transfer back."

As he spoke her eyes grew colder and her mouth firmed into a thin line. Standing up, she gave him one last glare. "You aren't my keeper, Peter. This is my life—my choice. I'm staying in this lab, whether you like it or not. So deal with it."

"Gwen!" he said urgently, but she had turned and walked away, professional mask already back in place as she greeted another old colleague who seemed relieved to see her. Peter slouched into his chair and rubbed his face with the palm of his hand. Couldn't she see that he was just trying to keep her safe? If anything happened to Gwen…he just…he just couldn't live with himself.

"Trouble in paradise already?"

Peter scowled at Gwen's back as she laughed at something that the older researcher had said. "Not the best timing, Harry." The boy who had sat back down next to him smiled thinly, arms languidly resting off the top of the chair, legs spread out on each side of the back.

"You're going to have to work with her, you know."

He finally turned to stare at Harry. "Why did you transfer her, Harry?"

A shrug. "She asked me to."

He had never felt so tempted to strangle his friend. Usually Harry's obstinacy was funny—not when it had to do with Gwen though. "I asked you not to."

"Well, I went with the prettier person's request." He rolled his eyes when Peter didn't stop glaring at him. "Come _on_, Peter. Have you seen her résumé? She should be in this lab. Most of the scientists were originally from Connors' lab; she'll be a valuable asset."

It was so frustrating that no one seemed to be taking this as seriously as him. He was a danger to Gwen, and he was trying so hard to keep her safe. She had to stay away from him and anything that had to do with Spider-Man. "Please, Harry, transfer her. Anywhere else."

He gave Peter a cool look, humor draining from his pale features. "I don't think you understand how this works, Peter. You might be running the lab, and telling these guys what to do…but I'm in charge. This is my company and I decide who stays and goes. You work under me."

"Harry—"

"She stays," Harry said flatly. "And if you don't like it, talk to someone who outranks me here." He smirked sardonically. "Good luck with that."

* * *

It was almost maddening, how easily Gwen fit in. Peter had fought and clawed for every ounce of respect he could earn, and most of them still treated him either as an inept boss or a kid who needed mentoring. Gwen though, from the moment she had entered the lab, had been welcomed as one of their own. He knew it shouldn't irritate him, since she had spent many years interning at Oscorp, but it would be so much easier to convince her to leave if she was having as much difficulty as he was.

Instead, she was constantly in conversation with the others, offering her own suggestions and merging into the network of scientists with ease. And because Peter wasn't in the mood to talk with Harry who had orchestrated her arrival, he found himself generally alone as he worked, only speaking with some of the other scientists when he had a question or their work collided.

Even Harry and Gwen had begun discussing and arguing different directions to look into, though Harry mainly observed rather than contribute. He did have an impressively strong basic knowledge of the material, but, unlike his father, he had spent most of his life studying aspects of business and law, rather than the sciences, making his usefulness to the research limited.

He dropped his head onto his desk, wondering when exactly his entire world started to revolve around Oscorp. Spider-Man, Dr. Connors, Harry, Gwen, his _father_—everyone was connected to Oscorp Industries in some way. An amused snort alerted him to an approaching figure who leaned over his shoulder to look at his screen.

"You should probably apologize," Harry suggested and this time it was Peter who snorted.

"It's not that simple."

Harry shook his head and began laughing, startling several of the nearby workers. "Nothing is simple with you, is it?" he mocked. "What happened to that kid I knew who always would do whatever it took to get what he wanted? Now that guy had some guts."

"That guy grew up," Peter stated flatly.

"You're clearly miserable, Peter. And so is she." When Peter shot him a disbelieving look, Harry gave him an unimpressed one back. "Seriously? Anyone with eyes can see the two of you are avoiding each other and hating every minute of it. I think it's starting to drive the whole lab insane. I've never seen so many grown men flinch when they see both of you in the same room."

Peter felt a smile begin to crack his glum face, despite himself. "Is it really that bad?"

"Awful," Harry agreed dryly.

He was quiet for a minute before shaking his head. "Gwen's pretty mad at me this time. I'm not sure if she'll even talk to me."

This time, Harry didn't give him an opening to back out. "Peter. Get off your ass and talk to her. I'm not paying you to mope. And your face is starting to affect her productivity too."

"Okay, okay," Peter laughed, moving away from his computer for the first time in hours. "Um…" he scratched the back of his head sheepishly. "Thanks, Harry. I'll see you later."

For a moment, he could swear that Harry's expression softened the way it used to when it was just him and Peter goofing off together as kids, but the glimpse of the old Harry was gone before he registered the response fully, and then all that was left was the rich, cold man who merely stared back at him and smiled uncaringly.

He forgot about that though, the minute he saw Gwen. She looked as beautiful as always, but he could see that she was stressed about something, though she hid it well to those who didn't know her that well. He felt a little guilty, knowing that he was the cause of her stress. When the scientist she was talking to glanced at him and hurriedly excused himself, Peter began to wonder if Harry had been serious about them affecting the work environment.

Gwen looked confused at his sudden exit, but froze when Peter cleared his throat nervously. From the set of her shoulders, he could see her take a deep breath before finally turning around to face him.

As they stared at each other, Peter felt himself instantly relax in her presence. Gwen always had a calming effect on him, when she wasn't the one making him worry. But this time it was her who was watching him carefully, like he might bite at any second. There was a guardedness to her features that he wasn't used to, and he hated that he had put it there.

"Hey," he said quietly.

Her eyes flickered over his form quickly before meeting his gaze. "Hi."

"Can we, um…talk?" he asked awkwardly, not sure how to start this.

She crossed her arms, almost defensively. "About what?"

"About…about everything." She still watched him warily, and he offered her his hand. "Take a walk with me?"

She hesitated for a moment, before finally placing her small hand into his. "Okay. I haven't had my break in hours anyways." A very small smile played on her lips for just an instance before fading back to blankness, and Peter felt his stomach flip in response. There was always something about Gwen that made him react to the smallest of expressions from her. Everything about her was…perfect.

He led her out of Oscorp and onto the streets nearby. Even though it was midday, there was plenty of traffic and people everywhere, constant commotion in the popular tourist city. He glanced over at her, hands still linked, but she wasn't look at him, eyes steadily forward even as they stepped in harmony. The smile was completely gone, and he could almost see her visibly diminishing the further they got away from their work. "Gwen…" he began and then stopped, not sure how to begin.

"I can't do this, Peter," she suddenly said, stopping in the middle of the sidewalk and fully turning away from him. People flowed around them easily, all continuing with their everyday lives, unaware of the superhero or his love within their midst.

He wish her could see her face to have an inkling of what she was thinking. "What do you mean?"

"I can't keep up with you. You tell me to stay, you ask me to leave—all of that. I try and I try to let you go, but I can't and you won't let me. I just—" she broke off, looking at him with rapidly reddening eyes. "I love you, Peter. But you make it very difficult to be with you."

He didn't know what to say to that. He had tried to break it off with her, and she had broken up with him in response. Yet she was the one he had entrusted with his secrets and she kept finding her way back even when she said that they were through. He blurted out his thoughts helplessly, not sure how to make her better. "Why did you join the lab?"

She drew her hand away from his and brought both up to cover her face as she shrunk further away from him. "I don't know—I just had to. I want to help you."

"But it's hurting you," Peter said gently, hating the fact that he was making her cry again.

"You're hurting me," she whispered and he flinched as she lowered her hands, a few tears seeping from the corners of her eyes. "I want to help you, Peter. You already have so much to worry about, and this is something I really can help you with. This is my field—my _strength_!" Her voice almost broke on the word as she pointed firmly at herself, glaring at him. "But you won't even give me this much."

He took a steadying breath, wondering why his heart was pounding and hurting. "It's dangerous to be near me, Gwen. I just want to keep you safe. I'm trying to protect you."

"Well, you're not! You're not, Peter! You're just stifling me." She moved off the main street and stood away from him, half-leaning on the side of a building as if she would fall over without its support. "You need to stop treating me like a child."

"Gwen, I'm not—" A wave of warning flashed through his brain, and his head snapped to the side where sirens had begun to shriek in the distance. He glanced back at Gwen, torn. "I-I…I have to go."

He had never seen her look so small and tired. "I know," she said, still not looking at him.

"Come over tonight? Aunt May has been asking about you," he offered weakly. He couldn't let things end this way.

She was silent, and he glanced back to where the sirens were still wailing. Her voice was so soft that he almost missed it. "Okay. Good luck out there."

"Okay…okay. See you soon." He barely stopped himself from moving forward to kiss her goodbye. Hesitating one more time, wanting to give her some sort of support, he finally tore himself away and began running towards the commotion.

He didn't see her turn back around to watch him leave, wiping away the last signs of her tears.

* * *

It had been a fire. From what he was told later, there had been some kids smoking near the building and had been chased away less than half an hour before the fire started. The current hypothesis was that at least one of them had dropped a cigarette and it had smoldered and eventually set the grass on fire, which had spread to the building itself. Because the fire had started in the lower half of the building, it had been more difficult to get people out safely, as well as get the firefighters in to check the rooms for people who might have passed out or been unaware of the fire.

Peter was just grateful that he had gotten there in time to help transport a lot of the people to safety. Moving the ones who had made it on the roof had been simple enough, but going inside looking for people who hadn't been able to escape was a whole different ballpark. During his search, he had found a family who had been trapped in the fire and it had taken a while to get them all out. Thankfully, everyone made it out okay, though several of the family members were sent to the hospital for smoke inhalation.

His suit was charred now and covered in soot and ash from exploring the building, and so it was with extreme relief that he saw his inviting window and the promise of a shower. His lungs still ached from his own time in the building during the rescue attempts, and he felt the beginnings of a pounding headache from the lack of oxygen.

After taking a quick hot shower, Peter stuffed his costume into his closet, promising himself that he would wash it very soon. He checked the time. There was still at least four hours before Gwen came over. He could go back to the lab to work, but honestly he was feeling pretty bad at this point. He wouldn't be much used to them in his current state. Maybe he could sneak in a nap before getting ready. There was something he had forgotten, niggling in the back of his mind, but Peter was too tired to care.

As he laid down onto his bed, he didn't even get a chance to burrow under the covers, immediately conking out the moment his head touched his pillow.

The first thing he felt when the fog in his mind began to lift was a gentle hand brushing away his hair from his face. He wondered if Aunt May was checking in on him, the way she did sometimes when he had been younger and still scared that they would leave him the way his parents did. Letting out a slight groan, he turned his body. The hand had stiffened at the noise and drew back. "What time is it?" he asked sleepily. "I need to get ready before-before," he let out a wide yawn, "before Gwen gets here."

"It's almost 6, Peter." He almost shot up, shocked at the much younger voice. Gwen sat on the bed next to him, looking terribly amused by his sudden alertness.

"Gw-Gwen? You're here," he stammered. Grabbing his clock, he groaned, realizing he had forgot to set it. "I'm sorry. I meant to get ready before you came over," he said apologetically, roughly dropping his clock back to the table, embarrassed that she had found him sleeping.

"It's fine," she giggled. "Aunt May was really surprised to see me, but she said she was very happy to have me over for dinner tonight."

"That's right…" He smacked himself in the forehead, realizing he had forgotten to tell her about Gwen coming over. "Aw man, I can't believe I forgot that too. Sorry, Gwen. I am such a scatterbrain today."

She looked at him with some affection. "Well, you did have a busy day today. You've been all over the news since the afternoon. Saved a lot of people in a burning building. They said…" She trailed off, unsure if she should say anything. "They said you went back in the building for a long time, looking for stragglers. Are you…okay?"

Running a hand through his now-clean hair, Peter gave her his best grin. "Of course I am. I'm Spider-Man after all. A little thing like smoke can't keep me down." He didn't mention that the reason he had been sleeping was because of the smoke inhalation.

"Peter. Please don't brush this off. Are you really okay?" she pressed.

His eyes softened and he offered her his arm, which she automatically leaned into, too familiar with the gesture to reject. Wrapping his arm around her, he rubbed her arm soothingly. "I'm okay, Gwen. Battered, but that's part of the job. It's nothing a good night's rest won't cure."

Neither of them spoke for some time, soaking in each other's warmth. Peter wanted to say something, especially after how she had reacted today, but he didn't know how to breach the topic without shattering the small semblance of peace they had achieved. He settled on the plain truth—Gwen always preferred when he told her exactly what he was thinking. "I'm scared, Gwen."

She cocked her head slightly, and he inhaled the clean scent of her hair as the blonde waves brushed his face. "Scared?"

"I'm just so damn scared that something is going to happen to you." If his grip on her tightened, she did not comment. "I already failed once…what if it happens to you too? I-I don't think I could live with myself."

"Nothing is going to happen to me," she insisted, laying her head onto his shoulder. "I'm not asking for a costume and a time slot for fighting crime. I'm asking you to let me do my job. Nothing is going to happen there; I am surrounded by other scientists and _you_. I spend most of my time on the theory and less on the application. The worst thing that could happen is my computer getting a virus."

Peter let out a shaky laugh. How could Gwen always be so confident about things? How could she always be so confident about him? "Bad things happen to people near me. Why don't you understand?" he said—the words felt painful but true as they fell from his mouth. "I'm not good for you." _I don't deserve you_.

"You don't know how much longer I'm going to be around, Peter," she said tiredly. "The scholarship notification is happening in a couple of weeks. I could be going to Oxford soon anyways. Our paths…maybe they are meant to diverge. But _here_ and _now_. This is who we are. And I want us to be okay."

He was silent, wishing that he could fix this. "I do too."

The sound of footsteps caused her to draw away, and his arm tingled with the loss. Knocking on the doorway, Aunt May stuck her head inside. "Dinner is ready, you two."

"Thanks, Aunt May," Peter said sheepishly before she disappeared back down the stairs. He exchanged a loaded glance with Gwen, promising that they would talk later. "You hungry?"

"Starving," she said with a smile that almost seemed okay.

Dinner was a nice affair with Gwen there. Peter always tried his best to have dinner with Aunt May, but there were stretches of days where he missed it and either ate something outside or snuck back in late for a quick bite from the fridge. Aunt May never commented much on that, but he knew that she missed the company, especially since Uncle Ben had died. With both him and Gwen there, he could see the way the older woman's face lit up, clearly enjoying the light-hearted conversation with friends and family. Gwen had always had a good relationship with Aunt May, and her fondness for Peter's aunt was one of the things he really appreciated about his ex-girlfriend.

Gwen laughed at something that Aunt May said, and Peter couldn't help but smile at them. As the two woman giggled and chattered on, he was suddenly struck by a realization.

This was perfect. This was everything he had ever wanted. The warmth and family and sheer _home_ of it all. These were the people he wanted to protect. This was why he was willing to sacrifice his relationships and his own college dreams. This is why he was Spider-Man.

When Gwen glanced over at him, still smiling widely, he shot a surprisingly soft, warm smile back at her. Her own smile faded for a moment before she looked away to respond to Aunt May's last words, a hint of pink on her cheeks.

As they helped clean up, though Aunt May had insisted that they let her do it, Peter leaned over next to her, handing her the next plate. "Okay," he mumbled under his breath.

Gwen paused, water still running in the faucet and dish still in hand. Through the corner of her eye, she tried to read his expression. "You mean it?"

"Yeah."

She let out a whoosh of air, something brittle fading from her stance. "Okay."

And that was that.

* * *

It was immediately clear when Peter and Gwen had made up. Harry almost found it hilarious, the way the other much older scientists all looked visibly relieved to no longer have teenage angst in the lab. Even when they had been avoiding each other, there had been something intangible between them that even the most blind to relationships could see. Now that they were talking again, the connection between the two of them was even more obvious.

This was the first time he had actually seen them interact naturally outside of that first argument; Harry had only ever spoken to each of them individually. He wouldn't have believed it at first since Peter had always been so scared of commitment, especially after his parents had left him, but now he could see that Gwen was more than just an ex-girlfriend to Peter. He doubted Peter would tell just any old girlfriend about his secret identity and he had never seen Peter look that way at someone before. It was almost embarrassing for an outsider to witness, and there were still scientists who would flee to another section of the lab if the two of them were together.

The young tousle-haired boy from his past who had always disdained girls and their cooties flashed through his mind, and his lip curled up at the memory. Things really had changed around here since he had left for boarding school.

The thought of boarding school brought back the memories of darker times and lost, hazy days, which Harry immediately shoved roughly into the chest of ignored memories. He didn't want to think about that, especially when he was finally away from all of it. He was clean now and Peter didn't need to know about the things he had done while gone. There was nothing to tell.

The only irritating thing was that Peter couldn't seem to separate himself from Gwen now that they were okay. It seemed that whenever he had something to talk about with Peter, Gwen would be there and vice versa. It had been kind of funny at first, but now it was getting annoying.

As if hearing his thoughts, Peter said something quietly to Gwen before breaking away from her to walk over to where Harry was observing the lab. He grinned at him, and Harry smirked back in greeting, not wanting to show the extent of his relief that Peter _could_ survive as a separate entity from Gwen Stacy. "What's up, Peter?" he drawled out, pleased when Peter sat down next to him.

"Not much, just going through some of the old tests they ran. If we're lucky, maybe we can find something that they missed, but we'll see," Peter sighed, glad to see Harry in a better mood.

Harry nodded slowly, for once not having much to say as they both sat there. It was nice to just exist and vegetate with Peter though. Since this whole debacle had begun, his mind had always been desperately churning, trying to figure some way out of his eventual death. A moment of nothing with his best friend was rare, and he valued what little peace he could get. When Peter had been constantly inconsolable because of his fight with Gwen, he hadn't been able to pay much attention to anything else. It was good to have Peter back to normal.

Suddenly, Peter broke the silence, giving Harry an almost shy grin. "I just wanted to say, thanks, man. You were right. I just needed the push to talk to her about it."

Harry shrugged in response.

"Hey, whatever. I was sick of you moping around anyways." A smile lingered on his face as he reclined back into his chair. "So now that all your female troubles are finally over, what were you thinking about for lunch today? I've been craving some good Italian." It had become their thing to get lunch together every day except when Peter was off being Spider-Man, and it was one of the few constants in Harry's life that he actually enjoyed. It was funny how the constant threat of death made one appreciate the little things in life like good cannoli.

Peter winced, looking apologetic. "Sorry, Harry. I already promised Gwen we'd meet her mom for lunch. I kind of need to apologize for the last time I bailed on them. But next time, definitely." The promise was almost an afterthought, his eyes already seeking out Gwen. She was looking over at him from the other side of the room and once she saw that she had his attention, she indicated that he come over to look at something she and a couple of other scientists were talking about. "Uh, yeah, see you later, Harry."

Harry's smile had disappeared. "Sure," he said flatly, but Peter didn't notice his tone, walking away like a dog to its master. He watched through narrowed eyes as Peter grinned at Gwen, laughing a little at whatever she said to him.

Maybe he should have transferred her back.

* * *

**Anonymous Reviewer Responses (earliest to latest):**

**Guest:** Aw, thank you! You're very kind. I'm really glad you are enjoying the story so much. I'm guessing it's going to be…well, a lot of chapters (easily 20+ off the top of my head), so I hope that you will all enjoy the directions I will be taking the story. This universe is going to be a lot bigger than Spider-Man and his villains alone, so there will definitely some interesting heroes and villains that will be showing up in future chapters, so watch out for that!

**egg man:** I'm glad you liked it! I hope you also enjoy this chapter. :)


	4. Chapter 3

**A/N:** Sorry, I haven't updated in a bit. I've been pretty busy right now, and I hope sections of the chapter aren't too choppy. And just an fyi, there will still be some things in the next few chapters directly related to the movie, but very soon we will be splitting away completely from the movie plot into a whole new realm of messy plotlines and story arcs. Thank you so much to those of you who reviewed (you guys really inspire me to write!), and please enjoy the chapter!

On another sidenote, a couple of people have been asking about pairings and I thought I'd write a note here about it. In all honesty, I am not hugely into romance in these kinds of stories. I think of romance as part of life, but not the main focus. So, pairings will definitely start canon, since you have to respect your roots (plus Gwen and Peter were absolutely adorable in the movies), but where it goes from there…I have no idea. It really will depend on how the characters mature and what they want (it sounds crazy, but I hope you understand what I mean). So, I don't really know what will happen—people fall in and out of love and some people stay in love forever. Some people never find it. So we'll see! But if you guys have a particular itch or an argument for a pairing that you think could happen, let me know. Maybe you'll influence the eventual pairings. ;)

**Disclaimer: **I don't own anything TASM-related.

* * *

**Chapter Three**

Somehow what had started as a bit of a laugh had turned into a nightmare.

If he had met Gwen at a bar or a party, he would have been tempted to at least flirt with her. She was easily an 8 or even a 9 if she dressed up a bit, and he had always preferred girls with a little more than just fluff in their heads. With her pretty face and sharp wit, he was sure that they would have had a good time, at least for one night. And maybe he would have even remembered her later with a bit of fondness.

As Peter's girlfriend (or ex-girlfriend, whatever label they were calling it now), he found her immensely annoying. What had started as a vague promise of "next time" from Peter became a now-familiar apology and an almost-daily promise of "next time, for real" every time he suggested they hang out. Even though they still insisted that they were broken up, Peter and Gwen had become PeterandGwen both in and out of Oscorp, and Harry found himself regretting ever agreeing to transfer her into the lab.

She was a valuable asset to the team, and there was nothing wrong with her as a person, but she had become immensely irritating in her ability to hold his best friend's attention at all times, even if she was unaware of it. Harry had started to grow accustomed to Peter's constant presence and it had been comforting to know that there was at least one person who really did care about his survival and not his fortune. He had never talked to Peter about it openly, but he appreciated Peter's dedication and the long nights that they both stayed in the lab talking about nothing and everything.

It was in those rare moments of laughs and whispered admissions of secrets they had kept hidden from others that Harry had found that part of himself which he had locked away years ago when he had first realized his father did not love him. It was in those moments alone that he felt as young as his actual age and hopeful for the future.

But though Peter was still spending many hours during the day in the lab, their nightly routine had altogether disappeared, and he was lucky if Peter even had time to say more than a hello or talk to him about a new update on the work. Instead, he would spend his time glued to Gwen's side, working as one unit with her instead.

Watching them now across the room, he fought down a simmering resentment that had become his constant companion in place of Peter. It was almost sickening how obviously they were into each other, and he struggled to fight down the urge to sneer at them, not wanting anyone to see how affected he was. The looks they kept sending one another should be illegal in the workplace—completely unprofessional. When Gwen giggled at something Peter said, and Peter grinned widely in response, Harry's stare grew even colder. Giggling should also be banned from all professional settings.

The comforting feel of the small device in his pocket helped keep him grounded, and he began to spin it with one hand absently, the bite of sharp edges reminding him that there were bigger things at stake than some stupid expectation of loyalty from a friend. Still, it was simply amazing, how the sight of a pretty girl was enough to make Peter forget all about him and his promise to save Harry.

Brooding in his seat, Harry tried to remind himself that throwing a tantrum in the lab was very bad for his image. Maybe he ought to thank Gwen. Without her here, he had begun to actually believe that he and Peter would do the impossible and find the cure that his father had not. Now though, with Peter's priorities clearly visible for everyone to see, he was forced to face the familiar reality that the only person he really could rely on was himself.

There was something harshly bitter about that word. _Himself_.

This whole lab setup was a farce, and once the six months was up, he would finally get what he needed and be done with all of this. What had he been thinking, letting Peter dictate the time limit? Why had he been so easily swayed by a boy who had strength and health and everything that Harry needed?

_A boy who forgot his promises and could easily leave without giving him his blood_.

A sudden stab of fear shot through him as he mulled over this new thought. He had always considered Peter reliable—in fact, the only person who had never let him down. But Peter was not the same boy Harry had known. He was older and unfamiliar and _Spider-Man_. His vision stretched much farther now than a single lonely boy who had needed his friendship and in turn he had given Peter his support. But now…he didn't need Harry.

It was strangely painful to admit that to himself, but it was true. Peter had new responsibilities and goals, and now he had enough power to go after what he wanted. Harry had become used to being able to buy his "friends" and get what he wanted through them. It had been easy to jump to the top of the food chain at school when everyone wanted a piece of you and would play nice to get it. It had been almost laughably simple to date the hottest girl when she measured how attractive a boy was depending on the number in his bank account. But, Peter was not someone who could be bought. Peter was the unknown variable in the equation. And he would dictate whether Harry lived or died.

Harry's lip twitched down at the thought, and he felt sharp stabs of hard metal edges. Glancing down at his hand, he forced himself to unclench his shaking, whitened fist. As he stared down at the device his father had given him, it struck Harry with sudden clarity that he had been letting Peter call the shots since he had first found out that he was Spider-Man. But that wasn't how Harry Osborn worked. He gently placed the device back into his pocket, and looked up to see Peter laughing at some inane comment his not-girlfriend had made. Harry felt a sense of grim acceptance falling over him.

He would be the decider of his own fate.

* * *

Peter was having a great day.

In fact, every day had been great since he and Gwen had come to a truce. He was working in a lab with his best friend and his best maybe-more-than friend, and there was nothing more amazing than getting to speak to and look at Gwen as much as he wanted, to hear her laugh and listen to her gentle voice as she spoke. The only thing that would make it better was if he could hold her again, but that was something he had willingly given up in exchange for her safety. And if that was the price he had to pay to keep her alive, Peter would gladly pay it a million times over, even if it cut him every time he had to stop himself from reaching for her.

Just being there next to her was almost enough, even if it was a fleeting relief. England still loomed between them like a constant reminder of how different their lives were now, how short-lived their meetings were. Gwen was almost guaranteed a scholarship, impressive credentials and a bright future ahead of her. Peter had given up even applying to college this year because of the fiasco with Connors and his difficulties balancing his superhero life with his real life. He had told Aunt May that he had needed a year off to reflect on what he wanted to do with his life, especially after the loss of Uncle Ben, but the truth was, Peter wasn't even sure if he was going to go to college.

It sounded crazy, especially since he had always been adamant about getting into a good university and learning as much as he could before entering the work field. Spider-Man had changed all that. He didn't know what he wanted anymore—was his dreams of becoming a scientist even feasible anymore? So much of his time was dedicated to crime fighting and less and less went to his experiments. The idea of a 9-to-5 job was almost laughable.

Choices. Everything was about choices.

To be or not to be with Gwen was a choice. Applying to college was a choice. Trying to protect his city…that was not a choice. That was a responsibility, and one that he took gladly. It kept his family safe, it kept _Gwen_ safe. That was enough for him—it had to be.

When Gwen didn't show up to work today, he was disappointed but also a little relieved. It was hard to keep Captain Stacy's words in mind when she was constantly close enough to kiss. It was the sweetest of agonies to be so close to her in body but so far from her in mind. They had reconciled to an extent, but there was a still a wide chasm of unsaid words and disagreements that kept both from being at ease.

Without Gwen there, it was easy to fall back into the habit of hanging out with Harry, who seemed to perk up a bit at the company. Harry had been quieter than usual lately, and that had worried Peter, even if he hesitated to say anything to his face. Sometimes Harry was hard to read, especially nowadays when he was constantly making veiled comments about how short his time was. If he could, he would fix everything for Harry in a heartbeat…but he didn't know how. The only thing Peter was sure about was that his blood was not the answer. Harry hadn't been there—he hadn't seen the insanity in Dr. Connors' eyes, the way his voice had turned inhuman and crazed for the destruction of the inferior species. What had happened to Connors was something he would not wish on his greatest enemy, and definitely not on a close friend.

Feeling a shiver of remembrance and the faint taste of terror in his mouth, Peter was glad to return to the normalcy of exchanging teasing barbs intermixed with actual conversation about the current results with his friend. And truthfully, he hadn't had much opportunity to do so recently, so caught up in his partial reconciliation with Gwen. It was nice to laugh with Harry again.

When one of the scientists grew excited in the morning hours and called both of them over, Harry and Peter exchanged mutual looks of disbelief at the hopeful tone. He could almost see the beginnings of faint, fearful hope in his friend's eyes. Harry didn't want to believe, too scared to be let down, but Peter shot him a reassuring grin and motioned with his head for them to take a look. Placing a hand on the man's chair and leaning over his shoulder, Peter could barely read the long columns of data on screen. As his mind began to unravel the babbling stream of eager words coming from the scientist's mouth, his breath caught in his throat as he pieced together what he was saying.

There might be something that had been missed in the previous data.

"How sure are you?" Harry asked on the other side of the chair, sounding more professional and serious than Peter had ever heard before. Normally, he always sounded like he was a moment away from laughing with or at you, at least around Peter. As Harry studied the screen intently, Peter could see the man instead of the boy. There was no laughter now.

The scientist was already scrolling through the data, eyes flickering across the screen rapidly as he read faster than either of them could follow. "We will need to do an extensive reading of the data, but if the results are what I think they are…we might have a breakthrough."

Peter caught his friend's eye and nodded at him, silently requesting to take over the conversation as the head scientist. "Then let's do a thorough review of the data. Get as many people on it as we can. If there's any chance that they missed something that could help us—we need to look into it."

Harry sent him back a grin that was the most excited and hopeful Peter had seen in a very long time.

For hours they poured over the latest data, engrossed with the numbers and a chance at finding something that had been missed. His eyes burned with numbers and names, the bright screen of his monitor imprinted in his retinas. Even when he closed his eyes, Peter could see the scrolling data. But he couldn't stop—not when this was the closest they had been to some kind of success. It took him some time to realize that his phone was letting out a sharp beep. It was the familiar noise of a dying battery, and he realized that his phone had been sending out that warning for ages, though he had been too caught up to notice. Slipping it out of his pocket, he quickly skimmed the latest updates, wishing he had remembered to bring his charger today. Between all his responsibilities, he often forgot to charge his phone, which had led to some frantic calls from Aunt May to Harry as well as to Gwen. That had been pretty embarrassing at the time. His eyebrows drew together as he read the updates, making a mental note to himself that he would need to remember to pick up milk today for Aunt May—or maybe tomorrow, depending on how long they ended up staying at the lab tonight. The other scientists worked pretty regular hours, but today everyone was filled with the frantic energy of a potential breakthrough, and he had a feeling he wouldn't be the only one staying late today.

His eyes settled on two of the most recent updates and frowned. There were two missed calls from about an hour ago—both from Gwen. He scrolled through the rest quickly, and felt his heart stop for a moment. He didn't know why, but he felt a sudden foreboding.

One voicemail.

Harry hadn't even noticed Peter moving away from the computer, still in deep discussion with another one of the scientists who had first noticed an unusual trend on the historical data. Glancing back at his friend once, Peter quickly dialed for voicemail and typed in his password. He stilled as Gwen's soft voice drifted through his phone.

"_Hi Peter. I just wanted to tell you…I got the scholarship."_ His blood ran cold at the happiness in her voice. Somewhere deep down, he had secretly hoped that somehow she wouldn't get it so that she would stay here where he could watch over her, but that had always been a pipe dream. He had known from the beginning that Gwen was one in a million, and only complete idiots would have given the opportunity to someone else. And despite how much it hurt to hear this, it also made him very proud. Her voice continued speaking, ignorant of his current thoughts.

"_They said I could start any time I like, even…even take a summer class now to get a head start on things. To do that though I'd need to take a flight very soon. Today even."_ She hesitated before continuing. _"Peter, I—"_

The phone made one last scolding beep, and shut down. He stared uncomprehendingly at his phone, trying to understand what had just happened before realizing that it didn't matter. Gwen had got the scholarship. Gwen was talking about leaving early. Gwen was talking about leaving early—_today._ Shoving his phone back into his pocket, he wondered numbly if this was how it all was going to end. The end of his dream, dashed by a phone call as Gwen left to follow her own. He loved Gwen with all his heart, and he had honestly thought he was going to marry her one day. Spider-Man had changed all that…it had given him the courage to reach for her and then taken his choice to be with her.

Staring down at his reflection in the black, blank screen of his dead phone, Peter could see the darkening bags under his eyes and the paleness of his face from the lack of sun. In his reflection, there was nothing of Spider-Man in him. He looked like a teenager with messy hair and mischievous eyes. He looked like a boy who could date a girl and fall in love. Who could be happy.

For some reason, his reflection was shaking. It was for her own good that they weren't together. He knew that. And he should be happy that she was moving on—maybe one day he would be able too. Maybe one day he would lose the need to watch her every day like a silent guardian and keep her safe. Maybe one day…

But who would protect her in England?

And as Peter continued to think about this, he began to realize that no matter how hard he tried, he wouldn't be able to keep his promise. His head reeled with the abrupt certainty of what he wanted, what he had pushed away since that fateful night. He couldn't let this happen. Not this way.

"Sorry, Captain Stacy," he whispered quietly, feeling awful and lightheaded and…_free_. This was the moment—the defining moment between him staying with Gwen and losing her forever. And something deep in his gut told him that if he didn't go after her now, he would never get another chance. With quick, jerky movements, he threw off his lab coat, pushing off the sleeves roughly as they got caught on his arms and heading determinedly for his station to pick up a few things before he went to find Gwen.

Harry had turned to speak excitedly to Peter and was surprised to see he wasn't there. Seeing his friend tossing his lab coat into a chair, he quickly moved away from the computer and strode over to Peter, who had stopped for a moment to put on his backpack.

"Peter," he hissed, grabbing onto his arm. "Where are you going?"

"I'm sorry, Harry, I have to go. I have to see Gwen right now—this is really important," he babbled, frantic and worried that Gwen had already started packing. She could be at the airport already for all he knew. If only he had been able to hear the rest of the message! "I'll be back later."

Harry let out a disbelieving laugh, unable to believe what he was hearing. "_This_ right here is really important. This is the first time we might actually be getting somewhere, and you want to leave to play tonsil hockey with your not-girlfriend?"

"I have to go, Harry. I want to stay—but I love Gwen. And, and—" he broke off, laughing at himself at his own foolishness, giddy with relief at finally making a decision about his future with Gwen. "And I need to tell her before it's too late. I'll be back, Harry. I promise." He slung his backpack over one shoulder.

"PETER!" Harry shouted angrily, causing nearby workers to turn their heads in his direction. But Peter had already shaken off his grip and was halfway down the hall. Harry watched his retreating figure with angry, cold eyes. Lost in thought, it took him a moment to realize some of his employees were still looking at him. He let out a displeased noise, masking the simmering anger behind a façade of mild irritation instead as he stared down anyone who hadn't been wise enough to look away yet. "I don't pay you to loiter, gentleman. Please return to your duties or **get the hell out**."

The first place he went to was her home. Clinging to the side of the building in his costume, not wanting to get into another stare down with the doorman, he knocked on her window. Peering inside, he grimaced. The room was dark and it didn't look like Gwen was taking a nap in there. His heart was pounding as he realized she could already be gone.

Letting himself fall from the edge of the building, he shot out a string of web to the next structure and continued to search the city, praying to anyone who was listening that it wasn't too late. He had to find her. He just had to.

"Thank God for traffic jams," he muttered, swinging over the bridge which led to the JFK Airport. It was prime traffic time, and the cars were bumper-to-bumper. But as he looked through the cars and taxis, he could see no sign of her. Where was she?

It was just by chance that he swung by the building she had once indicated was the office where she had done her last interview. Gwen was just walking out and happened to look up to check the sun's position. He immediately changed directions, relief surging through him at the familiar sight of his once-girlfriend. When she saw Spider-Man swinging down towards her, Gwen's face went blank with shock before she let out that carefree laugh he had fallen in love with and reached up one arm to him as if waiting for him to pick her up. Obligingly, he shot down low and swooped her off her feet, holding her close to him. She clung to him tightly, and burrowed her head into his neck. For some reason, she wouldn't stop laughing as he swung away from the building and Peter felt the beginnings of hope that things would turn out okay.

He finally stopped on top of a tall edifice, solid and firm, but still under construction, far away from the spying eyes of regular civilians and reporters. They stared at each other, Gwen still holding onto his arm though there was no chance of falling anymore. His arm tingled at the touch and a surge of rightness in the world reminded him why he had gone looking for her. It was time to lay all his cards on the table, or lose Gwen forever.

They both attempted to speak at the same time.

"Gwen, there's something I need to say to you—"

"Peter, just listen to me for a second—"

They both stopped, before trying again.

"I love you, Gwen, and after this thing is done, I want to go to England—"

"I deferred my acceptance; I want to stay and help you find the cure—"

This time it took a minute for both of them to understand the implications of each other's words. Gwen snapped out of it first. "You want to go to England?"

Peter shifted uncomfortably. "Gwen…you are my life, you know that? I keep trying to stay away from you and keep you safe, but I-I can't do that. I love you, Gwen, and I can't keep pretending that it's better to be apart. You are my life. And if that means following you for the rest of your career, I will be happy to do that for as long as you'll let me."

Her breath caught in her throat, and there was a sense of wonder in her expression, as if she had never expected him to say that. "Peter…"

He smiled at her, trying to show her exactly how much he loved her. His heart was pounding in his ears as he placed his hands palm-to-palm against hers. Their fingers knitted together effortlessly as Peter spoke resolutely. "I promise, once this thing with Harry is done, I will follow you anywhere. Wherever you go, I'll go to. I'm sure England has crime too."

She stared at him for a second before nodding emphatically. "Oh, yeah. Tons of crime," she agreed, still completely stunned but elated at his confession and promise.

"Spider-Man isn't tied down to New York. He can go anywhere and help the people there. But Peter Parker…he is tied down." He looked almost shy as he spoke. "Tied down to you."

She pulled her hands away from his and grabbed his face, leaning forward to kiss him. He was only surprised for a moment before he kissed her back, their bodies crashing together as he pulled her closer, arms wrapping around her small frame. He could feel her heartbeat pulsing faster and faster as they stood there, bodies melding together as one perfect union, each trying to tell the other what they had been feeling and hiding for weeks. Finally, after what seemed an eternity of perfection, Gwen pulled back for air, face as flushed as his. "I guess you're stuck with me too, Peter Parker," she whispered back before leaning in for another kiss.

Her earlier words suddenly came back to him and he reluctantly drew away after another peck. "Wait, Gwen. What do you mean, you deferred?"

The haziness of pleasure dissipated immediately and she looked him defiantly, daring him to say something. "I emailed the committee and explained my situation. I informed them that I don't think I would be able to live up their expectations this year, since I am still recovering from the loss of my father. I will be starting next year instead."

He shook his head, alarmed. "No, no, no, no, Gwen! What about your scholarship? I can't let you do that—"

"I'm appealing for an extension. That's why I was at their office today. I think they are already pretty sympathetic to my situation, and there is a good chance they will be willing to let me keep my scholarship," she said firmly. "My choice, Peter. My choice."

"Gwen," he started helplessly, fumbling for the right words. "This is your future. Don't do this."

Her eyes softened and she placed a hand on his tense arm. Peter was only thinking about what was best for her, but in this situation, she didn't give a damn what he thought. She would do what she thought was best for her…and him. "My choice, Peter," she repeated. "And I choose you. I'm going to help you find a cure for Harry. And then we can go to England together."

As she placed another tender kiss onto the side of his face and then onto the corner of his lips, he closed his eyes in defeat, knowing how stubborn Gwen was. "Okay…okay." He cupped the side of her face and could only marvel at the love that shone from her eyes. "If you're sure, Gwen."

She nodded, grabbing his other hand with her own and interlocking their fingers. "I am."

* * *

Later that night after several hours of bliss of just coexisting with a Gwen who also wanted to spend their lives together, Peter found Harry brooding in the lab, reading through another section of the Osborn medical history, one hand playing with something in his pocket. There was something off about him that caused Peter to approach cautiously, unsure what could cause his eyes to look so dark. "Harry? You okay? It's pretty late, maybe you should head home for some sleep."

The look he received was unfriendly bordering on hostile, immediately raising his guard. "Sleep?" the pale boy let out a laugh that was closer to a giggle. "I'll sleep when I'm dead, Peter. But while I still have some life left in me, I'm going to do everything in my power to survive." The hairs on Peter's arms stood up at the frosty, determined tone.

"Harry, you should get some sleep," he said gently, reminding himself that Harry was not a danger. "You stay too long and your brain will turn to mush, you know? We'll pick it up in the morning."

Harry was silent for a bit, staring at the table as if deep in thought. Raising his eyes to meet Peter's again, he spoke in a dull, emotionless tone that belied the actual pain in his face. "It was a false alarm. The data was useless."

"Harry…" Peter trailed off, taking a step forward before halting, unsure of how to comfort him. "I-I'm sorry. That really sucks."

He didn't seem to hear him, lost again in his own world. Finally, Harry shook his head, the odd, feverish light fading from his eyes. "You know what my father told me, Peter?" His voice was soft and slow now, gravelly and parched from the lack of hydration. "He said that he did it all for me. Sent me off at 10, never called, never wrote, spent his whole life on this damn company…for me." He leaned back into his chair, smile stretching across his face as he looked at Peter, tilting his head slightly and revealing the pale stretch of skin above his shirt collar.

"Did he have any idea what could cure you? Or some form of at least an inhibitor?" Peter asked, unsure why Harry was revealing so much to him now, when he had been so closed mouth about his father previously. That had always been a touchy subject for Harry and even as boys, he rarely brought up his family.

Harry chuckled, smile stretching even wider into a mocking grin. "Do you think I'd be here now, assigning a lab to an unqualified high school graduate if he had? No, he didn't have the cure. If he did, he would have certainly saved himself." He stilled, fading away for a moment before bringing his hand out of his pocket with the small object he had been playing with. "All he gave me was this thing. Said it was his life's work. That everything he had ever done was right here."

Taking it carefully, Peter examined the small device, frowning at the simple, strange design. It looked sort of like a thick chip, but what did it connect to?

"Curious, Parker?" His lip curled with sardonic amusement as he took the device back. "That's how I figured out that the spider venom would save me. This little, insignificant thing holds the data that is supposed to save my life." He held it up to the light, as if admiring it. "And it brought me to you."

* * *

**Anonymous Review Responses (earliest to latest):**

**egg man:** He might be a little upset...maybe. :) Thank you so much for taking the time to read it. I just hope you will continue to enjoy the story as much as I like to write it!


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